Letter from Geoworks to Wireless Application Protocol Forum members.
Re: claim of essential intellectual property rights in, and right to license fees for, WAP technology.
Date: undated, circa January 19, 2000.
Source: Geoworks, Inc.

Dear Wap Forum Member:

This is an extraordinary time to be a part of the Wireless Internet and the telecommunications industry. Explosive growth and business opportunities are available in every part of the world. At the heart of it all is the key driver of our industry: innovation. Innovation is the fuel that fires our imagination, and technology innovation is the engine that drives our industry -- it creates and extends exciting new frontiers in wireless communications.

Geoworks Corporation, a publicly traded U.S. corporation with additional offices in the UK, Japan, and Sweden, is proud to participate in such a dynamic industry with the member companies represented in the WAP Forum. We are also proud of our heritage of developing user interface technology for resource limited devices like smart phones, and server technology platforms for wireless E-commerce.

In the early 1990's, Geoworks invented a unique process for designing generic user interfaces for application programs, enabling the same application to run on a broad range of platforms. User interface technology provides the screen environment in many electronic devices such as mobile phones and PDA's. Today you see this technology in the market in such devices as the Nokia Communicator family of smart phones.

The Geoworks process was described and patented in U.S. Patent No. 5,327,529, which issued on July 5, 1994. The patent provides Geoworks with rights and legal protection in the United States and Japan through July 5, 2011. A portion of the technology described in the Geoworks patent, which is referred to as the "Flex UI Patent," has been realized in the implementation of the Wireless Application Protocol (WAP) and the corresponding Wireless Markup Language (WML). The Wireless Application Protocol (WAP) is the de facto worldwide standard for the presentation and delivery of wireless information and telephony services on mobile phones and other wireless terminals.

In May of 1999, in accordance with the charter documents governing WAP Forum members, Geoworks was the first member to notify the WAP Forum that its patented technology rights represented "Essential Intellectual Property Rights" (Essential IPR) realized in the implementation of the WAP Specification. Accordingly, the WAP Forum published the Geoworks declaration of Essential IPR for worldwide circulation in the member's section of its website at www.wapforum.com. Other member companies have similarly notified the WAP Forum of their Essential IPR. The commercial implications of a WAP Forum member company declaring Essential IPR were anticipated during the formation of the WAP Forum and resulted in a recommended protocol whereby the declaring member company would license its technology to other members on fair, reasonable, and non-discriminatory commercial terms.

As goods and services based on the WAP Specification come to market, the Geoworks patent is implicated. Vendors using the technology in their products or services without a license potentially interfere with Geoworks' intellectual property rights. Such vendors include carriers offering WAP-enabled wireless telecommunication services, manufacturers of mobile devices such as phones and PDA's, makers of WAP microbrowsers and WAP servers, distributors of packaged WAP applications, providers of custom WAP applications and consulting services, WAP application service providers (ASPs), and WAP sites.

As goods and services based on the WAP specification begin shipping your company may face complex intellectual property and technical issues. Geoworks has tried to anticipate the information you may need to analyze your own company's circumstances as a WAP vendor. Geoworks has prepared a white paper entitled: "The Geoworks Wireless Internet Patent: Invention And Innovation In Flexible User Interface Technology." A copy of the white paper is enclosed. The white paper is also posted on our website at www.geoworks.com.

In order to meet the commercial needs of WAP Forum members, Geoworks has designed a comprehensive licensing program available to all members. As outlined in the white paper, Geoworks is offering a choice among several licensing arrangements that are tailored to the types of WAP-enabled goods or services offered by each member.

As a member of the WAP Forum, Geoworks desires to foster the growth of the WAP Specification and the commercial success of WAP Forum members who adopt the specification in their products and services. At the same time, Geoworks is obligated to act in the best interests of its stockholders and seek fair compensation for the significant research and development investment represented in its patent portfolio.

The Geoworks licensing program is structured with incentives for your company to execute a patent license before 01 July 2000. Accordingly, if your company has current WAP goods and services in the market, or plans to offer them in the future, we invite you to contact us to arrange for licensing as soon as possible.

If you would like additional information about the issues contained in this letter, please contact the undersigned.

Very truly yours,
GEOWORKS CORPORATION
/s/
DONALD G. EZZELL
Chief Operating Officer & General Counsel
DEzzell@geoworks.com